Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 12, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | FULL HOUSE RESORTS INC | |
Entity Central Index Key | 891,482 | |
Trading Symbol | fll | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 19,018,809 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues | ||||
Casino | $ 31,307 | $ 27,442 | $ 60,437 | $ 53,797 |
Food and beverage | 6,926 | 6,313 | 13,154 | 12,162 |
Hotel | 2,161 | 1,537 | 4,126 | 2,816 |
Other operations | 1,105 | 1,045 | 1,845 | 1,682 |
Gross revenues | 41,499 | 36,337 | 79,562 | 70,457 |
Less promotional allowances | (6,652) | (5,611) | (12,708) | (10,647) |
Net revenues | 34,847 | 30,726 | 66,854 | 59,810 |
Operating costs and expenses | ||||
Casino | 16,074 | 14,237 | 30,759 | 27,969 |
Food and beverage | 2,308 | 2,250 | 4,274 | 4,350 |
Hotel | 268 | 238 | 471 | 430 |
Other operations | 459 | 382 | 762 | 650 |
Selling, general and administrative | 12,502 | 10,419 | 23,842 | 21,193 |
Project development and acquisition costs | 485 | 123 | 772 | 164 |
Depreciation and amortization | 1,899 | 2,030 | 3,591 | 4,022 |
Total operating costs and expenses | 33,995 | 29,679 | 64,471 | 58,778 |
Operating income | 852 | 1,047 | 2,383 | 1,032 |
Other (expense) income | ||||
Interest expense, net of amounts capitalized | (2,230) | (1,523) | (3,992) | (3,047) |
Debt modification costs | (601) | 0 | (601) | 0 |
Adjustment to fair value of warrants and other | (241) | 0 | (241) | 12 |
Total other (expense) income | (3,072) | (1,523) | (4,834) | (3,035) |
Loss before income taxes | (2,220) | (476) | (2,451) | (2,003) |
Provision (benefit) for income taxes | 180 | (49) | 280 | 179 |
Net loss | $ (2,400) | $ (427) | $ (2,731) | $ (2,182) |
Basic and diluted loss per share (in dollars per share) | $ (0.13) | $ (0.02) | $ (0.14) | $ (0.12) |
Basic and diluted weighted average number of common shares outstanding (in shares) | 18,997 | 18,934 | 18,983 | 18,906 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and equivalents | $ 20,639 | $ 14,574 |
Restricted cash | 0 | 569 |
Accounts receivable, net of collection allowance of $70 and $121 | 1,717 | 1,714 |
Inventories | 1,336 | 1,125 |
Prepaid expenses | 4,396 | 2,800 |
Acquisition deposit | 0 | 2,500 |
Total current assets | 28,088 | 23,282 |
Property and equipment, net | 111,889 | 98,982 |
Other long-term assets | ||
Goodwill | 21,129 | 16,480 |
Intangible assets, net of accumulated amortization of $7,717 and $7,701 | 11,649 | 2,127 |
Deposits and other | 601 | 541 |
Deferred taxes | 55 | 55 |
Total other long-term assets | 33,434 | 19,203 |
Total assets | 173,411 | 141,467 |
Current liabilities | ||
Accounts payable | 4,547 | 4,272 |
Accrued payroll and other | 9,327 | 6,529 |
Deferred taxes | 1,009 | 981 |
Current portion of long-term debt | 2,250 | 6,000 |
Current portion of capital lease obligation | 373 | 665 |
Total current liabilities | 17,506 | 18,447 |
Warrant liability | 815 | 0 |
Deferred taxes | 604 | 350 |
Long-term debt, net of current portion | 94,921 | 60,642 |
Capital lease obligation, net of current portion | 5,553 | 5,505 |
Total liabilities | 119,399 | 84,944 |
Commitments and contingencies (Notes 7 and 9) | ||
Stockholders’ equity | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized; 20,375,404 and 20,325,991 issued; and 19,018,809 and 18,969,396 shares outstanding | 2 | 2 |
Additional paid-in capital | 46,441 | 46,221 |
Treasury stock, 1,356,595 common shares | (1,654) | (1,654) |
Retained earnings | 9,223 | 11,954 |
Total stockholders' equity | 54,012 | 56,523 |
Total liabilities and stockholders' equity | $ 173,411 | $ 141,467 |
CONSOLIDATED BALANCE SHEETS (U4
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 70 | $ 121 |
Accumulated amortization of intangible assets | $ 7,717 | $ 7,701 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 20,375,404 | 20,325,991 |
Common stock, shares outstanding | 19,018,809 | 18,969,396 |
Treasury stock, common shares | 1,356,595 | 1,356,595 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - 6 months ended Jun. 30, 2016 - USD ($) shares in Thousands, $ in Thousands | Total | Common stock | Additional paid-in capital | Treasury stock | Retained Earnings |
Beginning balances at Dec. 31, 2015 | $ 56,523 | $ 2 | $ 46,221 | $ (1,654) | $ 11,954 |
Beginning balances (in shares) at Dec. 31, 2015 | 20,326 | 1,357 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 220 | 220 | |||
Stock-based compensation (in shares) | 49 | ||||
Net loss | (2,731) | (2,731) | |||
Ending balances at Jun. 30, 2016 | $ 54,012 | $ 2 | $ 46,441 | $ (1,654) | $ 9,223 |
Ending balances (in shares) at Jun. 30, 2016 | 20,375 | 1,357 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (2,731) | $ (2,182) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation | 3,575 | 3,023 |
Amortization of debt issuance costs | 639 | 810 |
Amortization of player loyalty program, land lease and water rights | 16 | 999 |
Tribal advance collection allowance reduction | 0 | (500) |
Loss on disposal of assets | 76 | 0 |
Stock-based compensation | 220 | 228 |
Change in fair value of stock warrants | 241 | 0 |
Increases and decreases in operating assets and liabilities: | ||
Accounts receivable, net | (252) | (29) |
Income tax receivable | 0 | 3,095 |
Prepaid expenses, inventories and other | (1,600) | (2,287) |
Deferred taxes | 282 | 178 |
Accounts payable and accrued expenses | 1,407 | (2,475) |
Net cash provided by operating activities | 1,873 | 860 |
Cash flows from investing activities: | ||
Acquisition of Bronco Billy's, net of cash acquired | (28,394) | 0 |
Purchase of property and equipment | (876) | (8,883) |
Restricted cash | 569 | 0 |
Refunded deposits and other, net | 2,604 | (456) |
Net cash used in investing activities | (26,097) | (9,339) |
Cash flows from financing activities: | ||
First Term Loan (repayments) borrowings | (1,000) | 7,726 |
Revolving Loan repayments | (2,000) | 0 |
Second Term Loan borrowings | 35,000 | 0 |
Repayment of capital lease obligation | (244) | (381) |
Debt issuance costs | (1,467) | (25) |
Net cash provided by financing activities | 30,289 | 7,320 |
Net increase (decrease) in cash and equivalents | 6,065 | (1,159) |
Cash and equivalents, beginning of period | 14,574 | 15,639 |
Cash and equivalents, end of period | 20,639 | 14,480 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest, net of amounts capitalized | 3,296 | 2,081 |
Cash (received) paid for income taxes | 0 | (3,160) |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accounts payable related capital expenditures | 273 | 1,215 |
Issuance of stock warrants | 574 | 0 |
Accounts payable related debt issuance costs | $ 0 | $ 231 |
ORGANIZATION
ORGANIZATION | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Organization. Formed as a Delaware corporation in 1987, Full House Resorts, Inc. ("Full House") owns, operates, develops, manages, and/or invests in casinos and related hospitality and entertainment facilities. References in this document to the "Company", “we”, “our”, or “us” refer to Full House Resorts, Inc. and its subsidiaries, except where stated or the context otherwise indicates. On May 13, 2016, the Company completed its acquisition of Bronco Billy's Casino and Hotel and concurrently refinanced its outstanding first and second lien debt. We currently own and operate four casino properties and operate Grand Lodge Casino subject to a space lease, as noted in the table below. Property Acquisition Date Location Silver Slipper Casino and Hotel 2012 Hancock County, MS (near New Orleans) Bronco Billy's Hotel and Casino 2016 Cripple Creek, CO (near Colorado Springs) Rising Star Casino Resort 2011 Rising Sun, IN (near Cincinnati) Stockman’s Casino 2007 Fallon, NV (one hour east of Reno) Grand Lodge Casino (leased and part of the Hyatt Regency Lake Tahoe Resort) 2011 Incline Village, NV (North Shore of Lake Tahoe) We manage our casinos based on geographic regions within the United States. Accordingly, Stockman’s Casino and Grand Lodge Casino comprise our Northern Nevada business segment, while Silver Slipper, Rising Star, and Bronco Billy's are currently distinct segments. See Note 11 for further information. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation. As permitted by the rules and regulations of the Securities and Exchange Commission, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted pursuant to those rules and regulations. These consolidated financial statements should be read in conjunction with the Company’s 2015 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the entire year. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All material inter-company accounts and transactions have been eliminated. Fair Value Measurements. Fair value measurements affect our accounting and impairment assessments of our long-lived assets, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities, including our common stock warrant liability. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs. The Company utilizes Level 3 inputs when measuring the estimated fair value of common stock warrants at issuance and for periodic changes in the related liability (see Note 6). Income taxes. For interim income tax reporting, it was determined that the Company's annual effective tax rate could not be reasonably estimated at the present time. As a result, the actual year-to-date effective tax rate was used to determine the tax expense incurred during the three and six months ended June 30, 2016 and 2015. Earnings (loss) per share. Earnings (loss) per share is computed by dividing net income (loss) applicable to common stock by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially-dilutive securities, including common stock options, warrants and unvested restricted shares, using the treasury stock method. For the three and six months ended June 30, 2016 and 2015, all potentially dilutive securities, totaling 3.1 million and 1.6 million shares, were excluded from the loss per share computation, as their effect was anti-dilutive due to the net loss recognized by the Company. These securities could potentially dilute basic earnings per share in the future. Debt issuance costs. In April 2015, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” (“ASU 2015-03”), which is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. ASU 2015-03 requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The amortization of such costs will continue to be reported as interest expense. Accordingly, the Company has adopted this accounting standard and reclassified the prior-period amounts to conform to the current-period presentation. Reclassifications. Certain minor reclassifications have been made to prior period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported net loss or retained earnings. Recently issued accounting standards. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” (“ASU 2016-02”), which replaces the existing guidance in ASC 840, Leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability. The Company is currently assessing the impact that adoption of this guidance will have on its consolidated financial statements and footnote disclosures. Management believes that there are no other recently issued accounting standards not yet effective that are likely to have a material impact on our financial statements. |
ACQUISITION
ACQUISITION | 6 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
ACQUISITION | ACQUISITION On May 13, 2016, we completed our acquisition of Bronco Billy's Casino and Hotel in Cripple Creek, Colorado from Pioneer Group, Inc. for consideration of $31.1 million , inclusive of an estimate for net working capital. The acquisition included the three licensed operations known as Bronco Billy's Casino, Buffalo Billy's Casino and Billy's Casino (collectively referred to as "Bronco Billy's"). The results of Bronco Billy's operations have been included in the consolidated financial statements since that date. The acquisition was financed primarily through a $35 million increase in our Second Lien Credit Facility (see Note 6). Bronco Billy’s has approximately 803 slot and video poker machines, 13 table games and a 24 -guest-room hotel. This acquisition diversifies our operations into a new geographical market and we believe it will provide long-term growth opportunities for our stockholders. The following table summarizes our preliminary estimates of the fair values of the assets acquired and liabilities assumed at the acquisition date. We are in the process of completing our valuation analysis and thus these estimates are subject to change. (In thousands, unaudited) Cash and equivalents $ 2,682 Other current assets 256 Property and equipment 16,194 Goodwill 4,649 Gaming licenses (Intangible) 7,500 Trade names (Intangible) 1,800 Total assets 33,081 Current liabilities 2,005 Total liabilities 2,005 Estimated net assets acquired $ 31,076 The $4.6 million of estimated goodwill, which represents the excess of the purchase price over the estimated fair value of the assets purchased, was primarily attributable to expected synergies and the economic benefits arising from other assets acquired that could not be individually identified and separately recognized including the assembled workforce of Bronco Billy's. All of the goodwill is expected to be deductible for income tax purposes. The intangible assets identified above, including gaming licenses and trade names, were assigned indefinite useful lives. The Company incurred $0.4 million of acquisition-related costs for the six months ended June 30, 2016 and $0.4 million for the year ended December 31, 2015. These costs are included in the consolidated statements of operations under "Project development and acquisition costs". Also, during the quarter ended June 30, 2016, the Company incurred $1.5 million of debt issuance costs, $0.6 million of warrant issuance costs, and $0.6 million of debt modification expenses in conjunction with the refinanced credit facilities. From May 13, 2016 through the period ending June 30, 2016, $3.6 million of revenue and $0.8 million of net income related to Bronco Billy's were included in our consolidated statements of operations. The following unaudited pro forma consolidated income statement includes the results of Bronco Billy's as if the acquisition and related financing transactions occurred on January 1, 2015. The pro forma financial information does not necessarily represent the results that might have actually occurred or may occur in the future. The pro forma amounts include the historical operating results of Full House and Bronco Billy's prior to the acquisition, adjusted only for matters directly attributable to the acquisition, which primarily include interest expense related to the Amended and Restated First and Second Lien Credit Facilities (see Note 6). The pro forma results also reflect adjustments for the impact of depreciation and amortization expense based on the fair value of the fixed assets acquired, tax expense, and the removal of non-recurring expenses directly attributable to the transaction of $1 million and $1.1 million for the three and six months ended June 30, 2016, respectively. The pro forma results do not include any anticipated synergies or other expected benefits from the acquisition. Pro Forma Consolidated Statement of Operations (In thousands, unaudited) For the three months ended For the six months ended June 30, June 30, June 30, June 30, Net revenues $ 37,797 $ 37,253 $ 76,066 $ 72,174 Net loss (2,144 ) (1,573 ) (3,485 ) (4,148 ) Basic and diluted loss per share (0.11 ) (0.08 ) (0.18 ) (0.22 ) |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment, including capital lease assets, consisted of the following: (In thousands) June 30, December 31, (Unaudited) Land and improvements $ 13,549 $ 12,657 Buildings and improvements 102,382 90,636 Furniture and equipment 35,579 31,899 Construction in progress 136 13 151,646 135,205 Less accumulated depreciation (39,757 ) (36,223 ) $ 111,889 $ 98,982 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLES | GOODWILL AND OTHER INTANGIBLES At least annually during the fourth quarter, or more frequently when there is a material change in circumstances that could have a negative effect, the Company performs an assessment of its goodwill and other indefinite-lived intangible assets to determine if the carrying value of such assets exceeds the fair value. No change in circumstances that would trigger an evaluation occurred during the three and six months ended June 30, 2016, or subsequently. |
LONG-TERM DEBT AND WARRANT LIAB
LONG-TERM DEBT AND WARRANT LIABILITY | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT AND WARRANT LIABILITY | LONG-TERM DEBT AND WARRANT LIABILITY Long-term debt, related discounts and issuance costs consisted of the following: (In thousands) June 30, 2016 (unaudited) Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 45,000 $ — $ (691 ) $ 44,309 Revolving Loan — — — — Second Term Loan 55,000 (551 ) (1,587 ) 52,862 Total debt including current maturities 100,000 (551 ) (2,278 ) 97,171 Less current portion (2,250 ) — — (2,250 ) Total long-term debt, net $ 97,750 $ (551 ) $ (2,278 ) $ 94,921 (In thousands) December 31, 2015 Outstanding Principal Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 46,000 $ (777 ) $ 45,223 Revolving Loan 2,000 — 2,000 Second Term Loan 20,000 (581 ) 19,419 Total debt including current maturities 68,000 (1,358 ) 66,642 Less current portion (6,000 ) — (6,000 ) Total long-term debt, net $ 62,000 $ (1,358 ) $ 60,642 First and Second Lien Credit Facilities. On May 13, 2016, we entered into an amended and restated First Lien Credit Facility ("Amended and Restated First Lien Credit Facility") with Capital One Bank, N.A., ("Capital One"), which includes a First Term Loan of $45 million and Revolving Loan of $2 million , and an amended and restated Second Lien Credit Facility ("Amended and Restated Second Lien Credit Facility") with ABC Funding, LLC, which includes a term loan facility increase from $20 million to $55 million , of which the additional proceeds of $35 million were used primarily to complete our acquisition of Bronco Billy's. The Amended and Restated First and Second Lien Credit Facilities are secured by substantially all of our assets and our wholly-owned subsidiaries guarantee our obligations under the agreements. The Amended and Restated Second Lien Credit Facility is subordinate to the lien of the Amended and Restated First Lien Credit Facility. First Lien Credit Facility The Amended and Restated First Lien Credit Facility matures in May 2019 and requires interest-only payments monthly and quarterly principal payments of $562,500 until May 2018, with such quarterly principal payments increasing to $843,750 through maturity. We incurred debt issuance costs of $248,000 , which are being amortized over the remaining term of the loan, and expensed debt modification costs of $318,000 . The interest rate of the Amended and Restated First Lien Credit Facility is initially based on the greater of the elected London Interbank Offered Rate (“LIBOR”) (as defined) or 1.0% , plus a margin rate of 3.75% . The margin rate of 3.75% will increase by 50 basis points beginning in May 2017 and will increase by an additional 50 basis points if the Company does not raise at least $5 million of gross equity proceeds by May 13, 2017. The proceeds may be used for capital expenditure projects (as defined). There is no prepayment premium or interest rate cap associated with this facility. During June 2016, $569,000 of previously restricted cash proceeds drawn from the original construction loan were released to the Company. Second Lien Credit Facility As of June 30, 2016, the Amended and Restated Second Lien Credit Facility had $55 million of principal indebtedness outstanding and matures on the earlier of (i) May 13, 2022, or (ii) six months following the maturity date of the Amended and Restated First Lien Credit Facility. Given that the Amended and Restated First Lien Credit Facility currently matures in May 2019, the current maturity date of the Amended and Restated Second Lien Credit Facility is November 2019. Interest is currently payable monthly at a rate of 13.5% (and may vary between 12.5% and 13.5% , depending on the total leverage of the Company), and there are no quarterly principal payment requirements as all principal is due at maturity. The prepayment premium is 3% of the total principal amount until May 13, 2017, 2% until May 13, 2018, 1% until May 13, 2019, and no prepayment premium thereafter. We incurred debt issuance costs of $1,239,000 , which are being amortized over the current remaining term of the loan, and expensed debt modification costs of $283,000 . Second Lien Credit Facility Common Stock Warrants As part of the Amended and Restated Second Lien Credit Facility, on May 13, 2016, the Company granted the second lien lenders warrants representing 5% of the outstanding common equity of the Company, as determined on a fully-diluted basis. The warrants have an exercise price of $1.67 per share (the average trading price of the Company's common stock during a 60 -day period bracketing the completion of the financing) and expire May 13, 2026. The warrants also provide the second lien lenders with redemption rights, pre-emptive rights to maintain their 5% ownership interest in the Company, piggyback registration rights and mandatory registration rights after two years. The redemption rights allow the second lien lenders, at their option, to require the Company to repurchase all or a portion of all of the warrants in the event of: (i) the maturity of the Amended and Restated Second Lien Credit Facility, (ii) an acceleration pursuant to the Amended and Restated Second Lien Credit Facility, (iii) a refinancing, repayment or other transaction decreasing the aggregate principal amount of the Amended Second Lien Facility debt outstanding as of May 13, 2016 by more than 50% , (iv) a liquidity event, as defined, or (v) the Company's insolvency. The repurchase value is the 21 -day average price of the Company's stock at the time of the event, as defined, net of the warrant exercise price. If the redemption rights are exercised, the repurchase amount is payable by the Company in cash or through the issuance of an unsecured note with a four -year term and a minimum interest rate of 13.25% , as further defined. Although unsecured, the note would be guaranteed by the Company's subsidiaries. Alternatively, the second lien lenders may choose to have the Company register and sell the shares related to the warrants through a public stock offering. We measure the fair value of the warrants at each reporting period. The fair value at issuance of the warrants was $0.6 million and was recorded as a liability due to the redemption feature and a resulting discount to the Amended and Restated Second Lien Credit Facility. The discount is amortized to interest expense during the expected term of the Amended and Restated Second Lien Credit Facility, which is currently 3.5 years. The Company recognized $0.2 million of expense due to a change in the fair value of the warrants from the grant date through the period ended June 30, 2016 which was reflected as part of "Other" non-operating expense on the consolidated statements of operations. The liability related to the warrants reflected in the consolidated balance sheets was $0.8 million at June 30, 2016. Due to the variable terms regarding the timing of the settlement of the warrants, the Company utilized a Monte Carlo simulation approach to measure the fair value of the warrants which included the Company's stock price and the following assumptions: an expected contractual term of 3.85 years , an expected stock price volatility rate of 44.78% , an expected dividend yield of 0% and an expected risk-free interest rate of 1.1% . The simulation included certain estimates by Company management regarding the estimated timing of the settlement of the warrants. Significant increases or decreases in those management estimates would result in a significantly higher or lower fair value measurement. The Company also utilized the Monte Carlo simulation approach for its valuation at June 30, 2016 using materially similar assumptions. The change in value of the warrants was largely due to the increase in the Company's stock price. Covenants The Amended and Restated First and Second Lien Credit Facilities contain customary negative covenants, including, but not limited to, restrictions on our ability to: incur indebtedness; grant liens; pay dividends and make other restricted payments; make investments; dispose of assets; and change the basic underlying nature of our business. We are also required to make capital expenditures of at least 1.425% , and no more than 5.25% , of our prior-year revenues, excluding capital expenditures made from any future sale of equity securities. The Amended and Restated First Lien and Second Lien Credit Facilities define Adjusted EBITDA as, for any four fiscal quarter period, (a) net income (loss) for such period, plus (b) to the extent deducted in determining net income (loss) for such period: (i) interest expense, (ii) provisions for income taxes, (iii) depreciation and amortization expenses, (iv) extraordinary losses (including non-cash impairment charges), (v) stock compensation expense, (vi) acquisition costs related to Bronco Billy's in an aggregate amount not to exceed $1 million , (vii) pre-opening expenses related to the hotel at Silver Slipper that opened in 2015, and (viii) non-recurring development expenses for new initiatives in an aggregate amount not to exceed $500,000 for the trailing four consecutive fiscal quarters, minus (c) extraordinary gains, and minus (d) joint venture net income, unless such net income has been actually received by the Company in the form of cash dividends or distributions. Adjusted EBITDA shall include results for Bronco Billy's as if it were owned for the entire measurement period. The Amended and Restated First Lien and Second Lien Credit Facilities require that we maintain specified financial covenants, including a total leverage ratio, a first lien leverage ratio, and a fixed charge coverage ratio, all of which measure Adjusted EBITDA against outstanding debt and fixed charges (as defined in the agreements). These financial covenant ratios currently are as follows: First Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 5.875x 2.750x March 31, 2017 through and including September 29, 2017 5.875x 2.625x September 30, 2017 through and including March 30, 2018 5.750x 2.500x March 31, 2018 through and including September 29, 2018 5.625x 2.375x September 30, 2018 through and including March 30, 2019 5.375x 2.250x March 31, 2019 and thereafter 5.250x 2.125x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.10x. Second Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 6.125x 3.000x March 31, 2017 through and including September 29, 2017 6.125x 2.875x September 30, 2017 through and including March 30, 2018 6.000x 2.750x March 31, 2018 through and including September 29, 2018 5.875x 2.625x September 30, 2018 through and including March 30, 2019 5.625x 2.500x March 31, 2019 through and including September 29, 2019 5.500x 2.375x September 30, 2019 and thereafter 5.250x 2.250x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.0x. We were in compliance with our covenants as of June 30, 2016; however, there can be no assurances that we will remain in compliance with all covenants in the future. The Amended First and Second Lien Credit Facilities also include customary events of default, including, among other things: non-payment; breach of covenant; breach of representation or warranty; cross-default under certain other indebtedness or guarantees; commencement of insolvency proceedings; inability to pay debts; entry of certain material judgments against us or our subsidiaries; occurrence of certain ERISA events; repurchase of our own stock; and certain changes of control. A breach of a covenant or other events of default could cause the loans to be immediately due and payable, terminate commitments for additional loan funds, or the lenders could exercise any other remedy available under the Amended and Restated First and Second Lien Credit Facilities or by law. If a breach of covenants or other event of default were to occur, we would seek modifications to covenants or a temporary waiver or waivers from the Amended and Restated First and Second Lien Credit Facilities lenders. No assurance can be given that we would be successful in obtaining such waivers or modifications. We are required to make prepayments under the Amended and Restated First Lien Credit Facility, under certain conditions as defined in the agreement, in addition to the scheduled principal installments as defined. With regards to the Amended and Restated Second Lien Credit Facility, no mandatory prepayments are required prior to the discharge of the First Lien Credit Facility. |
CAPITAL LEASE OBLIGATION
CAPITAL LEASE OBLIGATION | 6 Months Ended |
Jun. 30, 2016 | |
Leases, Capital [Abstract] | |
CAPITAL LEASE OBLIGATION | CAPITAL LEASE OBLIGATION Our Indiana subsidiary, Gaming Entertainment (Indiana) LLC ("GEI"), leases a 104 -room hotel at Rising Star Casino Resort. At any time during the lease term, we have the exclusive option to purchase the hotel at a price based upon the project’s actual cost of $7.7 million , reduced by the cumulative principal payments made by the Company during the lease term. At June 30, 2016, such net amount was $5.9 million . Upon expiration of the lease term, (i) the Landlord has the right to sell the hotel to us, and (ii) we have the option to purchase the hotel. In either case, the purchase price is $1 plus closing costs. The hotel lease agreement is not guaranteed by any other subsidiary or the parent company. On March 16, 2016, the hotel lease agreement was amended. The amendment extended the initial term of the lease by four years to October 1, 2027 and modified the rent payment schedule. The rental rate has been reduced from $77,537 per month as follows: (i) to $48,537 per month from April 2016 through March 2017, (ii) to $56,537 per month from April 2017 through March 2018; (iii) to $57,537 per month from April 2018 through March 2019; and (iv) to $63,537 per month from April 2019 through March 2020. Beginning April 1, 2020 through the end of the lease, the scheduled monthly payment shall be $54,326 . The amendment also requires the Company to make certain improvements to the Rising Star Casino Resort of at least $1 million by March 31, 2017 which the Company planned and intends to complete. If the Company does not make the $1 million of improvements, the lease will revert back to the original payment schedule. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company's effective income tax rate for the three and six months ended June 30, 2016 was -8.2% and -11.4% , compared to an effective tax rate of 10.4% and -8.9% during the corresponding prior-year periods. Our tax rate differs from the statutory rate of 34.0% primarily due to the effects of our valuation allowance and certain permanent items for tax purposes. During 2016, we continued to provide a valuation allowance against the deferred tax assets that remain after being utilized by deferred tax liabilities. In future years, if it is determined that we meet the "more likely than not" threshold of utilizing our deferred tax assets, we may reverse some or all of our valuation allowance against our deferred tax assets. Our annual effective tax rate could not be reasonably estimated at the present time. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Leases In addition to the following leases, we have less significant operating leases for certain office and warehouse facilities, office equipment, signage and land. Grand Lodge Casino Lease through August 2023. Our subsidiary, Gaming Entertainment (Nevada), LLC, has a lease with Hyatt Equities L.L.C. ("Hyatt") to operate the Grand Lodge Casino. The lease is secured by the Company’s interests under the lease and property as defined and is subordinate to the liens in the Amended and Restated First and Second Lien Credit Facilities. Hyatt has an option, beginning January 1, 2019, to purchase our leasehold interest and related operating assets of the Grand Lodge Casino subject to assumption of applicable liabilities. The option price is an amount equal to the Grand Lodge Casino’s positive working capital, plus Grand Lodge Casino’s earnings before interest, income taxes, depreciation and amortization (“EBITDA”) for the twelve-month period preceding the acquisition (or pro-rated if less than twelve months remain on the lease), plus the fair market value of the Grand Lodge Casino’s personal property. Monthly rent will increase from $125,000 to (i) $145,833 commencing on January 1, 2017, and (ii) $166,667 commencing on January 1, 2018. As a condition of the lease, the Company is required to purchase new gaming devices and equipment or make other capital expenditures at its sole cost and expense of approximately $1.5 million , and Hyatt is required to renovate the casino at its sole cost and expense of approximately $3.5 million by February 2017. We also have an agreement with Hyatt to rent a villa for use by our designated casino guests which commenced on June 1, 2016. The villa is a free-standing building and consists of two, two-bedroom suites. The agreement includes monthly payments of $41,667 , a six -month termination notification clause which may be exercised by either party, and a maturity date of August 31, 2023, or earlier as set forth therein. Silver Slipper Casino Land Lease through April 2058 and Options to Purchase. In 2004, our subsidiary, Silver Slipper Casino Venture, LLC, entered into a land lease with Cure Land Company, LLC for approximately 31 acres of marshlands and a seven-acre parcel on which the Silver Slipper Casino & Hotel is situated (the "Silver Slipper Land Lease"). The Silver Slipper Land Lease includes base monthly payments of $77,500 plus contingent rents of 3% of monthly gross gaming revenue (as defined) in excess of $3.65 million . The Silver Slipper Land Lease includes an exclusive option to purchase the leased land (“Purchase Option”) after February 26, 2019 through October 1, 2027, for $15.5 million plus a seller retained interest in Silver Slipper Casino & Hotel’s operations of 3% of net income (as defined), for ten years from the purchase date. In the event that we sell or transfer (i) substantially all of the assets of Silver Slipper Casino Venture, LLC, or (ii) our membership interests in Silver Slipper Casino Venture, LLC in its entirety, the purchase price will increase to $17.1 million plus the retained interest for ten years mentioned above. In either case, we also have an option to purchase only a four -acre portion of the leased land for $2 million , which may be exercised at any time in conjunction with the development of a hotel and which accordingly reduces the purchase price of the remaining land by $2 million . Bronco Billy's Lease and Option to Purchase. Bronco Billy's leases certain parking lots and buildings, including a portion of the hotel and casino, under a long-term lease. The lease terms include an initial expiration date of January 2017, current rents of $18,500 per month, and six renewal options in three -year increments to 2035. Bronco Billy's recently exercised its first renewal option through January 2020, which increases the monthly rents to $25,000 for the first two years of the renewal period and $30,000 for the third year. The lease also contains a $7.6 million purchase option exercisable at any time during the lease and a right of first refusal. Litigation In 2013 and 2014, we expended approximately $1.6 million to repair defects to the parking garage at the Silver Slipper Casino & Hotel. The parking garage was originally built in 2007 and we acquired the property in 2012. We hired outside legal counsel to pursue the reimbursement of such costs from the contractor and architect, who neglected to install certain structural elements required by the building codes. During the third quarter of 2015, the case was dismissed in favor of the defendants, as the statutes of repose had expired and, in the judge's opinion, we had failed to prove elements that would have extended our right to seek reimbursement of the remedial costs. We filed an appeal on November 2, 2015. On November 25, 2015, we entered into a settlement and release agreement with the architect, and on January 12, 2016, we filed an appellate brief in the US District Court of Appeals 5th Circuit with respect to our litigation with the contractor. We are party to a number of pending legal proceedings which occurred in the normal course of business. Management does not expect that the outcome of such proceedings, either individually or in the aggregate, will have a material effect on our financial position, cash flows or results of operations. |
SHARE-BASED BENEFIT PLANS
SHARE-BASED BENEFIT PLANS | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED BENEFIT PLANS | SHARE-BASED BENEFIT PLANS 2015 Equity Incentive Plan. As of June 30, 2016, we had 443,756 share-based awards available for grant from the 2015 Equity Incentive Plan (the “2015 Plan”). In May 2016, the Company issued 420,000 stock options to various employees of the Company, all of which have an exercise price of $1.70 , a price slightly higher than the Company's closing price on the day of grant. These stock options all vest in equal amounts over the next three years. The Company also issued 74,116 stock options with an exercise price of $1.70 and a one -year vesting period to members of its Board of Directors, as well as 49,413 shares of common stock which vested immediately. The following table summarizes information related to our common stock options as of June 30, 2016: Number of Stock Options Weighted Average Exercise Price Options outstanding at January 1, 2016 1,563,834 $ 1.33 Granted 494,116 1.70 Exercised — n/a Canceled/Forfeited — n/a Options outstanding at June 30, 2016 2,057,950 $ 1.42 Options exercisable at June 30, 2016 586,515 $ 1.32 We estimated the fair value of each stock option award on the grant date using the Black-Scholes valuation model. Option valuation models require the input of highly subjective assumptions. Changes in assumptions used can materially affect the fair value estimate. Option valuation assumptions for the options granted during the six-month period ended June 30, 2016 included: an expected volatility range between 43.7% and 44.6% , an expected dividend yield of 0% , an expected life of 5.0 to 5.8 years, and an expected weighted-average risk-free rate of between 1.3% and 1.4% . Compensation Costs. Stock-based compensation expense totaled $164,000 and $191,000 for the three months ended June 30, 2016 and 2015, and $220,000 and $228,000 for the six months ended June 30, 2016 and 2015. As of June 30, 2016, there was approximately $0.8 million of unrecognized compensation cost related to unvested stock options granted by the Company. This unrecognized compensation cost is expected to be recognized over a weighted average period of 2.4 years. |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING We manage our casinos based on geographic regions within the United States. The casino/resort segments include the Silver Slipper Casino and Hotel in Hancock County, Mississippi; Bronco Billy's Casino and Hotel in Cripple Creek, Colorado; the Rising Star Casino Resort in Rising Sun, Indiana; and the Northern Nevada segment, which consists of the Grand Lodge Casino in Incline Village, Nevada and Stockman’s Casino in Fallon, Nevada. Bronco Billy's Casino and Hotel was purchased on May 13, 2016 and reflects information from May 13, 2016 through June 30, 2016 in the tables below. We no longer have a Development/Management segment as we did not manage any properties for others during the reporting periods. The Company's management utilizes Adjusted Property EBITDA as the primary profit measure for its segments. Adjusted Property EBITDA is a non-GAAP measure defined as Adjusted EBITDA before corporate-related costs and expenses that are not allocated to each property. Adjusted EBITDA is a non-GAAP measure defined as earnings before interest and other non-operating income (expense), taxes, depreciation and amortization, pre-opening expenses, impairment charges, asset write-offs, recoveries, gain (loss) from asset disposals, board and executive transition costs, project development and acquisition costs, and non-cash share-based compensation expense. Adjusted EBITDA or Adjusted Property EBITDA should not be construed as an alternative to operating income or net income for use as an indicator of our performance; or as an alternative to cash flows from operating activities for use as a measure of liquidity; or as an alternative to any other measure determined in accordance with GAAP. We have significant uses of cash flows, including capital expenditures, interest payments, taxes and debt principal repayments, which are not reflected in Adjusted EBITDA or Adjusted Property EBITDA. Also, other companies in the gaming and hospitality industries that report Adjusted EBITDA or Adjusted Property EBITDA information may calculate Adjusted EBITDA or Adjusted Property EBITDA in a different manner. The following tables reflect selected operating information for our reporting segments for the three and six months ended June 30, 2016 and 2015 and include a reconciliation of Adjusted Property EBITDA to operating income (loss) and net income (loss): For the three months ended June 30, 2016 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Casino & Hotel Northern Nevada Corporate Consolidated Revenues, net $ 14,494 $ 12,053 $ 3,584 $ 4,716 $ — $ 34,847 Adjusted Property EBITDA $ 2,369 $ 432 $ 1,088 $ 624 $ — $ 4,513 Other operating costs and expenses: Depreciation and amortization 835 664 219 178 3 1,899 Corporate expenses — — — — 1,113 1,113 Project development and acquisition costs — — — — 485 485 Stock compensation — — — — 164 164 Operating income (loss) 1,534 (232 ) 869 446 (1,765 ) 852 Non-operating expense: Interest expense 4 52 — — 2,174 2,230 Debt modification costs — — — — 601 601 Adjustment to fair value of warrants — — — — 241 241 Non-operating expense 4 52 — — 3,016 3,072 Income (loss) before income taxes 1,530 (284 ) 869 446 (4,781 ) (2,220 ) Provision for income taxes 143 — 31 — 6 180 Net income (loss) $ 1,387 $ (284 ) $ 838 $ 446 $ (4,787 ) $ (2,400 ) For the three months ended June 30, 2015 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Revenues, net $ 14,350 $ 11,766 $ — $ 4,610 $ — $ 30,726 Adjusted Property EBITDA $ 2,665 $ 592 $ — $ 679 $ — $ 3,936 Other operating costs and expenses: Depreciation and amortization 1,159 673 — 194 4 2,030 Other losses (recoveries) — — — — (450 ) (450 ) Corporate expenses — — — — 995 995 Project development and acquisition costs — — — — 48 48 Pre-opening 75 — — — — 75 Stock compensation — — — — 191 191 Operating income (loss) 1,431 (81 ) — 485 (788 ) 1,047 Non-operating expense: Interest expense, net of amounts capitalized 4 42 — — 1,477 1,523 Non-operating expense 4 42 — — 1,477 1,523 Income (loss) before income taxes 1,427 (123 ) — 485 (2,265 ) (476 ) Provision (benefit) for income taxes (49 ) — — — — (49 ) Net income (loss) $ 1,476 $ (123 ) $ — $ 485 $ (2,265 ) $ (427 ) For the six months ended June 30, 2016 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Revenues, net $ 29,339 $ 24,299 $ 3,584 $ 9,632 $ — $ 66,854 Adjusted Property EBITDA $ 5,030 $ 1,733 $ 1,088 $ 1,390 $ — $ 9,241 Other operating costs and expenses: Depreciation and amortization 1,664 1,333 219 368 7 3,591 Corporate expenses — — — — 2,275 2,275 Project development and acquisition costs — — — — 772 772 Stock compensation — — — — 220 220 Operating income (loss) 3,366 400 869 1,022 (3,274 ) 2,383 Non-operating expense: Interest expense 9 106 — — 3,877 3,992 Debt modification costs — — — — 601 601 Adjustment to fair value of warrants — — — — 241 241 Non-operating expense 9 106 — — 4,719 4,834 Income (loss) before income taxes 3,357 294 869 1,022 (7,993 ) (2,451 ) Provision for income taxes 241 1 31 1 6 280 Net income (loss) $ 3,116 $ 293 $ 838 $ 1,021 $ (7,999 ) $ (2,731 ) For the six months ended June 30, 2015 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Revenues, net $ 28,074 $ 22,881 $ — $ 8,855 $ — $ 59,810 Adjusted Property EBITDA $ 5,362 $ 797 $ — $ 1,042 $ — $ 7,201 Other operating costs and expenses: Depreciation and amortization 2,260 1,361 — 394 7 4,022 Impairments — — — 80 4 84 Other losses (recoveries) — — — — (450 ) (450 ) Corporate expenses — — — — 2,121 2,121 Project development and acquisition costs — — — — 51 51 Pre-opening 113 — — — — 113 Stock compensation — — — — 228 228 Operating income (loss) 2,989 (564 ) — 568 (1,961 ) 1,032 Non-operating expense: Interest expense, net of amounts capitalized 9 84 — 2,954 3,047 Other — (11 ) — — (1 ) (12 ) Non-operating expense 9 73 — — 2,953 3,035 Income (loss) before income taxes 2,980 (637 ) — 568 (4,914 ) (2,003 ) Provision for income taxes 178 1 — — — 179 Net income (loss) $ 2,802 $ (638 ) $ — $ 568 $ (4,914 ) $ (2,182 ) Selected balance sheet data is as follows: As of June 30, 2016 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Total assets $ 80,494 $ 36,301 $ 35,868 $ 12,437 $ 8,311 $ 173,411 Property and equipment, net 59,727 30,119 16,128 5,799 116 111,889 Goodwill 14,671 — 4,649 1,809 — 21,129 Liabilities 3,382 9,962 3,155 2,218 100,682 119,399 As of December 31, 2015 (In thousands) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Total assets $ 82,621 $ 37,141 $ — $ 12,105 $ 9,600 $ 141,467 Property and equipment, net 61,150 31,391 — 6,098 343 98,982 Goodwill 14,671 — — 1,809 — 16,480 Liabilities 3,389 10,034 — 1,834 69,687 84,944 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENT On August 15, 2016, the Company filed a registration statement on Form S-3 with the Securities and Exchange Commission for a proposed $5 million rights offering. In the proposed rights offering, each right will entitle the holder to a basic subscription right and an over-subscription right. Under the basic subscription right, each whole right entitles its holder to purchase 0.2022 new shares for each share of our common stock on the record date for the rights offering or one new share for each 4.9449 shares held as of the record date. Under the over-subscription right, each rightsholder exercising its basic subscription right in full will have the right to subscribe, at the subscription price, for additional shares to the extent not purchased by other rightsholders, which may be up to five times such rightsholder’s basic subscription right and to the extent available following the purchase of 1,000,000 shares by the standby purchaser. If we receive oversubscription requests for more shares of our common stock than we have available for oversubscriptions, each requesting rightsholder will receive its pro rata portion of the available shares based on the number of shares it purchased under its basic subscription right. If following allocation of available shares to all over-subscribing rightsholders we have allocated fewer than 3,846,154 shares (including the first 1,000,000 shares allocated to the standby purchaser), the standby purchaser will purchase the remaining shares, subject to a cap of 3,801,860 shares. The standby purchaser for our proposed rights offering is Daniel R. Lee, the Company’s President and Chief Executive Officer. |
BASIS OF PRESENTATION AND SIG19
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation. As permitted by the rules and regulations of the Securities and Exchange Commission, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted pursuant to those rules and regulations. These consolidated financial statements should be read in conjunction with the Company’s 2015 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The interim consolidated financial statements of the Company included herein reflect all adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the entire year. The consolidated financial statements include the accounts of Full House and its wholly-owned subsidiaries. All material inter-company accounts and transactions have been eliminated. |
Fair Value Measurements | Fair Value Measurements. Fair value measurements affect our accounting and impairment assessments of our long-lived assets, assets acquired in an acquisition, goodwill, and other intangible assets. Fair value measurements also affect our accounting for certain financial assets and liabilities, including our common stock warrant liability. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: “Level 1” inputs, such as quoted prices in an active market for identical assets or liabilities; “Level 2” inputs, which are observable inputs for similar assets; or “Level 3” inputs, which are unobservable inputs. The Company utilizes Level 3 inputs when measuring the estimated fair value of common stock warrants at issuance and for periodic changes in the related liability (see Note 6). |
Income Taxes | Income taxes. For interim income tax reporting, it was determined that the Company's annual effective tax rate could not be reasonably estimated at the present time. As a result, the actual year-to-date effective tax rate was used to determine the tax expense incurred during the three and six months ended June 30, 2016 and 2015. |
Earnings (Loss) Per Share | Earnings (loss) per share. Earnings (loss) per share is computed by dividing net income (loss) applicable to common stock by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially-dilutive securities, including common stock options, warrants and unvested restricted shares, using the treasury stock method. For the three and six months ended June 30, 2016 and 2015, all potentially dilutive securities, totaling 3.1 million and 1.6 million shares, were excluded from the loss per share computation, as their effect was anti-dilutive due to the net loss recognized by the Company. These securities could potentially dilute basic earnings per share in the future. |
Debt Issuance Costs | Debt issuance costs. In April 2015, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” (“ASU 2015-03”), which is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. ASU 2015-03 requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The amortization of such costs will continue to be reported as interest expense. Accordingly, the Company has adopted this accounting standard and reclassified the prior-period amounts to conform to the current-period presentation. |
Reclassification, Policy [Policy Text Block] | Reclassifications. Certain minor reclassifications have been made to prior period amounts to conform to the current-period presentation. Such reclassifications had no effect on the previously reported net loss or retained earnings. |
Recently issued accounting standards | Recently issued accounting standards. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” (“ASU 2016-02”), which replaces the existing guidance in ASC 840, Leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. ASU 2016-02 requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability. The Company is currently assessing the impact that adoption of this guidance will have on its consolidated financial statements and footnote disclosures. Management believes that there are no other recently issued accounting standards not yet effective that are likely to have a material impact on our financial statements. |
ORGANIZATION (Tables)
ORGANIZATION (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Real Estate Properties | We currently own and operate four casino properties and operate Grand Lodge Casino subject to a space lease, as noted in the table below. Property Acquisition Date Location Silver Slipper Casino and Hotel 2012 Hancock County, MS (near New Orleans) Bronco Billy's Hotel and Casino 2016 Cripple Creek, CO (near Colorado Springs) Rising Star Casino Resort 2011 Rising Sun, IN (near Cincinnati) Stockman’s Casino 2007 Fallon, NV (one hour east of Reno) Grand Lodge Casino (leased and part of the Hyatt Regency Lake Tahoe Resort) 2011 Incline Village, NV (North Shore of Lake Tahoe) |
ACQUISITION (Tables)
ACQUISITION (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes our preliminary estimates of the fair values of the assets acquired and liabilities assumed at the acquisition date. We are in the process of completing our valuation analysis and thus these estimates are subject to change. (In thousands, unaudited) Cash and equivalents $ 2,682 Other current assets 256 Property and equipment 16,194 Goodwill 4,649 Gaming licenses (Intangible) 7,500 Trade names (Intangible) 1,800 Total assets 33,081 Current liabilities 2,005 Total liabilities 2,005 Estimated net assets acquired $ 31,076 |
Business Acquisition, Pro Forma Information | The pro forma results do not include any anticipated synergies or other expected benefits from the acquisition. Pro Forma Consolidated Statement of Operations (In thousands, unaudited) For the three months ended For the six months ended June 30, June 30, June 30, June 30, Net revenues $ 37,797 $ 37,253 $ 76,066 $ 72,174 Net loss (2,144 ) (1,573 ) (3,485 ) (4,148 ) Basic and diluted loss per share (0.11 ) (0.08 ) (0.18 ) (0.22 ) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment, including capital lease assets, consisted of the following: (In thousands) June 30, December 31, (Unaudited) Land and improvements $ 13,549 $ 12,657 Buildings and improvements 102,382 90,636 Furniture and equipment 35,579 31,899 Construction in progress 136 13 151,646 135,205 Less accumulated depreciation (39,757 ) (36,223 ) $ 111,889 $ 98,982 |
LONG-TERM DEBT AND WARRANT LI23
LONG-TERM DEBT AND WARRANT LIABILITY (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt, net of current portion | Long-term debt, related discounts and issuance costs consisted of the following: (In thousands) June 30, 2016 (unaudited) Outstanding Principal Unamortized Discount Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 45,000 $ — $ (691 ) $ 44,309 Revolving Loan — — — — Second Term Loan 55,000 (551 ) (1,587 ) 52,862 Total debt including current maturities 100,000 (551 ) (2,278 ) 97,171 Less current portion (2,250 ) — — (2,250 ) Total long-term debt, net $ 97,750 $ (551 ) $ (2,278 ) $ 94,921 (In thousands) December 31, 2015 Outstanding Principal Unamortized Debt Issuance Costs Long-term Debt, Net First Term Loan $ 46,000 $ (777 ) $ 45,223 Revolving Loan 2,000 — 2,000 Second Term Loan 20,000 (581 ) 19,419 Total debt including current maturities 68,000 (1,358 ) 66,642 Less current portion (6,000 ) — (6,000 ) Total long-term debt, net $ 62,000 $ (1,358 ) $ 60,642 |
Schedule of first and second lien leverage ratio and fixed charge coverage ratio | These financial covenant ratios currently are as follows: First Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 5.875x 2.750x March 31, 2017 through and including September 29, 2017 5.875x 2.625x September 30, 2017 through and including March 30, 2018 5.750x 2.500x March 31, 2018 through and including September 29, 2018 5.625x 2.375x September 30, 2018 through and including March 30, 2019 5.375x 2.250x March 31, 2019 and thereafter 5.250x 2.125x Additionally, the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter shall not be less than 1.10x. Second Lien Credit Facility Applicable Period Maximum Total Leverage Ratio Maximum First Lien Leverage Ratio April 1, 2016 through and including March 30, 2017 6.125x 3.000x March 31, 2017 through and including September 29, 2017 6.125x 2.875x September 30, 2017 through and including March 30, 2018 6.000x 2.750x March 31, 2018 through and including September 29, 2018 5.875x 2.625x September 30, 2018 through and including March 30, 2019 5.625x 2.500x March 31, 2019 through and including September 29, 2019 5.500x 2.375x September 30, 2019 and thereafter 5.250x 2.250x |
SHARE-BASED BENEFIT PLANS (Tabl
SHARE-BASED BENEFIT PLANS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes information related to our common stock options as of June 30, 2016: Number of Stock Options Weighted Average Exercise Price Options outstanding at January 1, 2016 1,563,834 $ 1.33 Granted 494,116 1.70 Exercised — n/a Canceled/Forfeited — n/a Options outstanding at June 30, 2016 2,057,950 $ 1.42 Options exercisable at June 30, 2016 586,515 $ 1.32 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of selected statement of operations data | The following tables reflect selected operating information for our reporting segments for the three and six months ended June 30, 2016 and 2015 and include a reconciliation of Adjusted Property EBITDA to operating income (loss) and net income (loss): For the three months ended June 30, 2016 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Casino & Hotel Northern Nevada Corporate Consolidated Revenues, net $ 14,494 $ 12,053 $ 3,584 $ 4,716 $ — $ 34,847 Adjusted Property EBITDA $ 2,369 $ 432 $ 1,088 $ 624 $ — $ 4,513 Other operating costs and expenses: Depreciation and amortization 835 664 219 178 3 1,899 Corporate expenses — — — — 1,113 1,113 Project development and acquisition costs — — — — 485 485 Stock compensation — — — — 164 164 Operating income (loss) 1,534 (232 ) 869 446 (1,765 ) 852 Non-operating expense: Interest expense 4 52 — — 2,174 2,230 Debt modification costs — — — — 601 601 Adjustment to fair value of warrants — — — — 241 241 Non-operating expense 4 52 — — 3,016 3,072 Income (loss) before income taxes 1,530 (284 ) 869 446 (4,781 ) (2,220 ) Provision for income taxes 143 — 31 — 6 180 Net income (loss) $ 1,387 $ (284 ) $ 838 $ 446 $ (4,787 ) $ (2,400 ) For the three months ended June 30, 2015 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Revenues, net $ 14,350 $ 11,766 $ — $ 4,610 $ — $ 30,726 Adjusted Property EBITDA $ 2,665 $ 592 $ — $ 679 $ — $ 3,936 Other operating costs and expenses: Depreciation and amortization 1,159 673 — 194 4 2,030 Other losses (recoveries) — — — — (450 ) (450 ) Corporate expenses — — — — 995 995 Project development and acquisition costs — — — — 48 48 Pre-opening 75 — — — — 75 Stock compensation — — — — 191 191 Operating income (loss) 1,431 (81 ) — 485 (788 ) 1,047 Non-operating expense: Interest expense, net of amounts capitalized 4 42 — — 1,477 1,523 Non-operating expense 4 42 — — 1,477 1,523 Income (loss) before income taxes 1,427 (123 ) — 485 (2,265 ) (476 ) Provision (benefit) for income taxes (49 ) — — — — (49 ) Net income (loss) $ 1,476 $ (123 ) $ — $ 485 $ (2,265 ) $ (427 ) For the six months ended June 30, 2016 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Revenues, net $ 29,339 $ 24,299 $ 3,584 $ 9,632 $ — $ 66,854 Adjusted Property EBITDA $ 5,030 $ 1,733 $ 1,088 $ 1,390 $ — $ 9,241 Other operating costs and expenses: Depreciation and amortization 1,664 1,333 219 368 7 3,591 Corporate expenses — — — — 2,275 2,275 Project development and acquisition costs — — — — 772 772 Stock compensation — — — — 220 220 Operating income (loss) 3,366 400 869 1,022 (3,274 ) 2,383 Non-operating expense: Interest expense 9 106 — — 3,877 3,992 Debt modification costs — — — — 601 601 Adjustment to fair value of warrants — — — — 241 241 Non-operating expense 9 106 — — 4,719 4,834 Income (loss) before income taxes 3,357 294 869 1,022 (7,993 ) (2,451 ) Provision for income taxes 241 1 31 1 6 280 Net income (loss) $ 3,116 $ 293 $ 838 $ 1,021 $ (7,999 ) $ (2,731 ) For the six months ended June 30, 2015 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Revenues, net $ 28,074 $ 22,881 $ — $ 8,855 $ — $ 59,810 Adjusted Property EBITDA $ 5,362 $ 797 $ — $ 1,042 $ — $ 7,201 Other operating costs and expenses: Depreciation and amortization 2,260 1,361 — 394 7 4,022 Impairments — — — 80 4 84 Other losses (recoveries) — — — — (450 ) (450 ) Corporate expenses — — — — 2,121 2,121 Project development and acquisition costs — — — — 51 51 Pre-opening 113 — — — — 113 Stock compensation — — — — 228 228 Operating income (loss) 2,989 (564 ) — 568 (1,961 ) 1,032 Non-operating expense: Interest expense, net of amounts capitalized 9 84 — 2,954 3,047 Other — (11 ) — — (1 ) (12 ) Non-operating expense 9 73 — — 2,953 3,035 Income (loss) before income taxes 2,980 (637 ) — 568 (4,914 ) (2,003 ) Provision for income taxes 178 1 — — — 179 Net income (loss) $ 2,802 $ (638 ) $ — $ 568 $ (4,914 ) $ (2,182 ) Selected balance sheet data is as follows: As of June 30, 2016 (In thousands, unaudited) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Total assets $ 80,494 $ 36,301 $ 35,868 $ 12,437 $ 8,311 $ 173,411 Property and equipment, net 59,727 30,119 16,128 5,799 116 111,889 Goodwill 14,671 — 4,649 1,809 — 21,129 Liabilities 3,382 9,962 3,155 2,218 100,682 119,399 As of December 31, 2015 (In thousands) Casino/Resort Operations Silver Slipper Casino & Hotel Rising Star Casino Resort Bronco Billy's Hotel & Casino Northern Nevada Corporate Consolidated Total assets $ 82,621 $ 37,141 $ — $ 12,105 $ 9,600 $ 141,467 Property and equipment, net 61,150 31,391 — 6,098 343 98,982 Goodwill 14,671 — — 1,809 — 16,480 Liabilities 3,389 10,034 — 1,834 69,687 84,944 |
ORGANIZATION (Details)
ORGANIZATION (Details) | Jun. 30, 2016Casino |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of casinos owned | 4 |
BASIS OF PRESENTATION AND SIG27
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Accounting Policies [Abstract] | ||||
Antidilutive securities excluded from EPS calculation | 3.1 | 1.6 | 3.1 | 1.6 |
ACQUISITION (Details)
ACQUISITION (Details) $ in Thousands | May 13, 2016USD ($)table_gameRoomgame_machinelicense | Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | |||||
Goodwill | $ 21,129 | $ 21,129 | $ 21,129 | $ 16,480 | |
Bronco Billy's Casino and Hotel | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 31,100 | ||||
Number of casinos acquired | license | 3 | ||||
Number of slot and video poker machines in acquired property | game_machine | 803 | ||||
Number of table games in acquired property | table_game | 13 | ||||
Number of hotel rooms in acquired property | Room | 24 | ||||
Goodwill | $ 4,649 | ||||
Debt issuance costs | 1,500 | ||||
Warrant issuance costs | 600 | ||||
Debt modification expenses | 600 | ||||
Revenue since acquisition | 3,600 | ||||
Net income since acquisition | $ 800 | ||||
Bronco Billy's Casino and Hotel | Acquisition-related Costs | |||||
Business Acquisition [Line Items] | |||||
Adjustment to pro-forma net income for non-recurring expenses | $ 1,000 | 1,100 | |||
Bronco Billy's Casino and Hotel | Project Development and Acquisition Costs | |||||
Business Acquisition [Line Items] | |||||
Acquisition related costs | $ 400 | $ 400 | |||
Bronco Billy's Casino and Hotel | Second Lien Credit Agreement | Line of Credit | |||||
Business Acquisition [Line Items] | |||||
Proceeds from issuance of debt | $ 35,000 |
ACQUISITION - Assets Acquired a
ACQUISITION - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | May 13, 2016 | Dec. 31, 2015 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Goodwill | $ 21,129 | $ 16,480 | |
Bronco Billy's Casino and Hotel | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Cash and equivalents | $ 2,682 | ||
Other current assets | 256 | ||
Property and equipment | 16,194 | ||
Goodwill | 4,649 | ||
Total assets | 33,081 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Current liabilities | 2,005 | ||
Total liabilities | 2,005 | ||
Estimated net assets acquired | 31,076 | ||
Bronco Billy's Casino and Hotel | Gaming licenses (Intangible) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Intangible assets | 7,500 | ||
Bronco Billy's Casino and Hotel | Trade names (Intangible) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Intangible assets | $ 1,800 |
ACQUISITION - Pro Forma Consoli
ACQUISITION - Pro Forma Consolidated Statement of Operations (Details) - Bronco Billy's Casino and Hotel - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Net revenues | $ 37,797 | $ 37,253 | $ 76,066 | $ 72,174 |
Net loss | $ (2,144) | $ (1,573) | $ (3,485) | $ (4,148) |
Basic and diluted loss per share (in USD per share) | $ (0.11) | $ (0.08) | $ (0.18) | $ (0.22) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 151,646 | $ 135,205 |
Less accumulated depreciation | (39,757) | (36,223) |
Property and equipment, net of accumulated depreciation | 111,889 | 98,982 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 13,549 | 12,657 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 102,382 | 90,636 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 35,579 | 31,899 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 136 | $ 13 |
LONG-TERM DEBT AND WARRANT LI32
LONG-TERM DEBT AND WARRANT LIABILITY (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 100,000 | $ 68,000 |
Unamortized Discount | (551) | |
Unamortized Debt Issuance Costs | (2,278) | (1,358) |
Long-term Debt, Net | 97,171 | 66,642 |
Outstanding principal, current maturities | (2,250) | (6,000) |
Unamortized discount, current | 0 | |
Unamortized debt issuance costs, current | 0 | 0 |
Long-term debt, net, current maturities | (2,250) | (6,000) |
Outstanding principal, excluding current maturities | 97,750 | 62,000 |
Unamortized discount, noncurrent | (551) | |
Unamortized debt issuance costs, noncurrent | (2,278) | (1,358) |
Long term debt, net, excluding current maturities | 94,921 | 60,642 |
Line of Credit | First Lien Credit Agreement | Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 45,000 | 46,000 |
Unamortized Discount | 0 | |
Unamortized Debt Issuance Costs | (691) | (777) |
Long-term Debt, Net | 44,309 | 45,223 |
Line of Credit | First Lien Credit Agreement | Revolving Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 0 | 2,000 |
Unamortized Discount | 0 | |
Unamortized Debt Issuance Costs | 0 | 0 |
Long-term Debt, Net | 0 | 2,000 |
Line of Credit | Second Lien Credit Agreement | Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 55,000 | 20,000 |
Unamortized Discount | (551) | |
Unamortized Debt Issuance Costs | (1,587) | (581) |
Long-term Debt, Net | $ 52,862 | $ 19,419 |
LONG-TERM DEBT AND WARRANT LI33
LONG-TERM DEBT AND WARRANT LIABILITY - First and Second Lien Credit Agreements (Detail Textuals) - USD ($) | May 13, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2016 | Dec. 31, 2015 |
Line Of Credit Facility [Line Items] | ||||||||
Debt modification costs expensed | $ 601,000 | $ 0 | $ 601,000 | $ 0 | ||||
Release of restricted cash | 569,000 | $ 0 | ||||||
Principal balance | $ 100,000,000 | 100,000,000 | 100,000,000 | $ 68,000,000 | ||||
Line of Credit | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Release of restricted cash | 569,000 | |||||||
Line of Credit | First Lien Credit Agreement | Capital One Bank | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debt issuance costs | $ 248,000 | |||||||
Debt modification costs expensed | $ 318,000 | |||||||
Minimum base rate | 1.00% | |||||||
Applicable margin rate | 3.75% | |||||||
Increase in applicable margin rate | 0.50% | |||||||
Contingent increase in applicable margin rate | 0.50% | |||||||
Threshold of gross equity proceeds for contingent increase in applicable margin rate | $ 5,000,000 | |||||||
Line of Credit | First Lien Credit Agreement | Capital One Bank | Current | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Quarterly principal payments | 562,500 | |||||||
Line of Credit | First Lien Credit Agreement | Capital One Bank | May 2018 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Quarterly principal payments | 843,750 | |||||||
Line of Credit | First Lien Credit Agreement | Term Loan | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Principal balance | 45,000,000 | 45,000,000 | 45,000,000 | 46,000,000 | ||||
Line of Credit | First Lien Credit Agreement | Term Loan | Capital One Bank | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | 45,000,000 | |||||||
Line of Credit | First Lien Credit Agreement | Revolving Loan | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Principal balance | 0 | 0 | 0 | 2,000,000 | ||||
Line of Credit | First Lien Credit Agreement | Revolving Loan | Capital One Bank | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | 2,000,000 | |||||||
Line of Credit | Second Lien Credit Agreement | Term Loan | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Principal balance | 55,000,000 | 55,000,000 | 55,000,000 | $ 20,000,000 | ||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | 55,000,000 | $ 20,000,000 | ||||||
Proceeds from issuance of debt | $ 35,000,000 | |||||||
Debt issuance costs | 1,239,000 | 1,239,000 | 1,239,000 | |||||
Debt modification costs expensed | 283,000 | |||||||
Principal balance | $ 55,000,000 | $ 55,000,000 | $ 55,000,000 | |||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | Minimum | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Interest rate | 12.50% | 12.50% | 12.50% | |||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | Maximum | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Interest rate | 13.50% | 13.50% | 13.50% | |||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | Current | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Prepayment penalty | 3.00% | |||||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | Six Months After Maturity of First Lien Credit Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Term of second lien credit facility after maturity of first lien credit facility | 6 months | |||||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | May 13, 2018 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Prepayment penalty | 2.00% | |||||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | May 13, 2019 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Prepayment penalty | 1.00% | |||||||
Line of Credit | Second Lien Credit Agreement | Term Loan | Abc Funding LLC | May 14, 2019 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Prepayment penalty | 0.00% |
LONG-TERM DEBT AND WARRANT LI34
LONG-TERM DEBT AND WARRANT LIABILITY - Second Lien Credit Facility Common Stock Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | May 13, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 |
Class of Warrant or Right [Line Items] | |||||
Warrant liability | $ 600 | $ 815 | $ 815 | $ 0 | |
Change in fair value of stock warrants | 241 | $ 241 | $ 0 | ||
Second Lien Credit Agreement | Line of Credit | |||||
Class of Warrant or Right [Line Items] | |||||
Line of credit, expiration period | 3 years 6 months | ||||
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Line of Credit | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants granted as a percent of outstanding common equity | 5.00% | ||||
Warrant exercise price (in USD per share) | $ 1.67 | ||||
Period for measuring warrant exercise price | 60 days | ||||
Warrants, period for mandatory registration rights | 2 years | ||||
Warrant, redemption rights, decrease in aggregate principal balance on second lien facility | 50.00% | ||||
Warrant, redemption rights, period for measuring repurchase value | 21 days | ||||
Warrant liability | $ 800 | $ 800 | |||
Fair value assumption, expected contractual term | 3 years 10 months 6 days | ||||
Fair value assumptions, expected volatility rate | 44.78% | ||||
Fair value assumptions, expected dividend yield | 0.00% | ||||
Fair value assumptions, expected risk-free interest rate | 1.10% | ||||
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Line of Credit | Other Nonoperating Expense | |||||
Class of Warrant or Right [Line Items] | |||||
Change in fair value of stock warrants | $ 200 | ||||
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Scenario, Exercise of Redemption Rights | Unsecured Debt | |||||
Class of Warrant or Right [Line Items] | |||||
Warrant, redemption rights, term of unsecured note | 4 years | ||||
Warrant to Purchase Common Equity | Second Lien Credit Agreement | Scenario, Exercise of Redemption Rights | Unsecured Debt | Minimum | |||||
Class of Warrant or Right [Line Items] | |||||
Warrant, redemption rights, minimum interest rate on unsecured note | 13.25% |
LONG-TERM DEBT AND WARRANT LI35
LONG-TERM DEBT AND WARRANT LIABILITY - Covenants (Details) - Line of Credit | May 13, 2016USD ($) | May 12, 2016 | Apr. 01, 2016 | Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Mar. 31, 2017 |
First And Second Lien Credit Agreement | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, adjusted EBITDA calculation period | 12 months | ||||||||
Debt instrument, adjusted EBITDA calculation, acquisition costs, less than | $ 1,000,000 | ||||||||
Debt instrument, adjusted EBITDA calculation, non-recurring development expenses, less than | $ 500,000 | ||||||||
Debt instrument, adjusted EBITDA calculation, non-recurring development expenses, calculation period | 12 months | ||||||||
First And Second Lien Credit Agreement | Minimum | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, capital expenditure requirement as a percent of prior year revenues | 1.425% | ||||||||
First And Second Lien Credit Agreement | Maximum | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, capital expenditure requirement as a percent of prior year revenues | 5.25% | ||||||||
Second Lien Credit Agreement | Abc Funding LLC | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, covenant, leverage ratio, maximum | 6.125 | ||||||||
Debt instrument, covenant, first lien leverage ratio, maximum | 3 | ||||||||
Debt instrument, covenant, fixed charge coverage ratio, minimum | 1 | ||||||||
Second Lien Credit Agreement | Abc Funding LLC | Scenario, Forecast | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, covenant, leverage ratio, maximum | 5.250 | 5.500 | 5.625 | 5.875 | 6 | 6.125 | |||
Debt instrument, covenant, first lien leverage ratio, maximum | 2.250 | 2.375 | 2.500 | 2.625 | 2.750 | 2.875 | |||
First Lien Credit Agreement | Capital One Bank | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, covenant, leverage ratio, maximum | 5.875 | ||||||||
Debt instrument, covenant, first lien leverage ratio, maximum | 2.750 | ||||||||
Debt instrument, covenant, fixed charge coverage ratio, minimum | 1.10 | ||||||||
First Lien Credit Agreement | Capital One Bank | Scenario, Forecast | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, covenant, leverage ratio, maximum | 5.250 | 5.375 | 5.625 | 5.750 | 5.875 | ||||
Debt instrument, covenant, first lien leverage ratio, maximum | 2.125 | 2.250 | 2.375 | 2.500 | 2.625 |
CAPITAL LEASE OBLIGATION (Detai
CAPITAL LEASE OBLIGATION (Detail Textuals) | Apr. 01, 2020USD ($) | Mar. 16, 2016USD ($) | Mar. 31, 2016USD ($) | Jun. 30, 2016USD ($)Room | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Rising Sun/Ohio County First, Inc | Rising Star Casino Resort | ||||||||
Capital Leased Assets [Line Items] | ||||||||
Number of hotel rooms | Room | 104 | |||||||
Project's actual cost | $ 7,700,000 | |||||||
Lease purchase option | 5,900,000 | |||||||
Option price at lease maturity | $ 1 | |||||||
Monthly payment per month | $ 77,537 | |||||||
Rising Sun/Ohio County First, Inc | Rising Star Casino Resort | Scenario, Forecast | ||||||||
Capital Leased Assets [Line Items] | ||||||||
Monthly payment per month | $ 54,326 | $ 63,537 | $ 57,537 | $ 56,537 | $ 48,537 | |||
Rising Star Casino Resort | ||||||||
Capital Leased Assets [Line Items] | ||||||||
Lease extension term | 4 years | |||||||
Lease amendment, minimum capital improvement requirement | $ 1,000,000 |
INCOME TAXES (Detail Textuals)
INCOME TAXES (Detail Textuals) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate for continuing operations | (8.20%) | 10.40% | (11.40%) | (8.90%) |
Federal statutory income tax rate | 34.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Detail Textuals) | Jan. 01, 2018USD ($) | Jan. 01, 2017USD ($) | Jun. 01, 2016USD ($) | Jun. 30, 2016USD ($)option | Dec. 31, 2019USD ($) | Dec. 31, 2004USD ($)a | Dec. 31, 2018USD ($) | Dec. 31, 2014USD ($) |
Pending Litigation | Case Vs. Silver Slipper Casino And Hotel Contractor And Architect | Positive Outcome of Litigation | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Damages sought | $ 1,600,000 | |||||||
Grand Lodge Casino facility | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Lease includes base monthly payments | $ 41,667 | $ 125,000 | ||||||
Operating lease, capital expenditure requirement for gaming devices and equipment | 1,500,000 | |||||||
Lease termination clause period | 6 months | |||||||
Grand Lodge Casino facility | Hyatt Equities, L.L.C. | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Operating lease, capital expenditure requirement for tenant improvements | 3,500,000 | |||||||
Grand Lodge Casino facility | Scenario, Forecast | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Lease includes base monthly payments | $ 166,667 | $ 145,833 | ||||||
Silver Slipper Casino | Land Lease Agreement | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Lease includes base monthly payments | $ 77,500 | |||||||
Percentage of gross gaming revenue | 3.00% | |||||||
Gross gaming revenue in excess of | $ 3,650,000 | |||||||
Purchase price of "Purchase Option" of land leases | $ 15,500,000 | |||||||
Retained interest in percentages of net income | 3.00% | |||||||
Retained interest in percentages of net income, term | 10 years | |||||||
New purchase price if change in ownership of Silver Slipper | $ 17,100,000 | |||||||
Option to purchase four acre portion of leased land | $ 2,000,000 | |||||||
Silver Slipper Casino | Land Lease Agreement | Protected Marshland | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Area of land subject to ground lease | a | 31 | |||||||
Silver Slipper Casino | Land Lease Agreement | Casino Parcel | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Area of land subject to ground lease | a | 7 | |||||||
Option to purchase four acre portion of leased land, area | a | 4 | |||||||
Bronco Billy's Casino and Hotel | Certain Parking Lots and Buildings [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Lease includes base monthly payments | 18,500 | |||||||
Purchase price of "Purchase Option" of land leases | $ 7,600,000 | |||||||
Number of renewal options | option | 6 | |||||||
Lease extension term | 3 years | |||||||
Bronco Billy's Casino and Hotel | Scenario, Forecast | Certain Parking Lots and Buildings [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Lease includes base monthly payments | $ 30,000 | $ 25,000 |
SHARE-BASED BENEFIT PLANS (Deta
SHARE-BASED BENEFIT PLANS (Detail Textuals) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
May 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Share-based compensation expense | $ 164 | $ 191 | $ 220 | $ 228 | |
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options issued (in shares) | 494,116 | ||||
Stock options issued, exercise price (in dollars per share) | $ 1.70 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Unrecognized compensation costs | $ 800 | $ 800 | |||
Weighted-average period of unrecognized compensation cost expected to be recognized | 2 years 4 months 16 days | ||||
Equity Incentive Plan 2015 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant | 443,756 | 443,756 | |||
Equity Incentive Plan 2015 | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options issued (in shares) | 420,000 | ||||
Stock options issued, exercise price (in dollars per share) | $ 1.70 | ||||
Option vesting period | 3 years | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Expected volatility, minimum | 43.70% | ||||
Expected volatility, maximum | 44.60% | ||||
Expected dividend yield | 0.00% | ||||
Expected risk free interest rate, minimum | 1.30% | ||||
Expected risk free interest rate, maximum | 1.40% | ||||
Equity Incentive Plan 2015 | Stock options | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Expected life | 5 years | ||||
Equity Incentive Plan 2015 | Stock options | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Expected life | 5 years 9 months 18 days | ||||
Equity Incentive Plan 2015 | Stock options | Board of Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options issued (in shares) | 74,116 | ||||
Stock options issued, exercise price (in dollars per share) | $ 1.70 | ||||
Option vesting period | 1 year | ||||
Common shares issued which vested immediately (in shares) | 49,413 |
SHARE-BASED BENEFIT PLANS - Sum
SHARE-BASED BENEFIT PLANS - Summarizes information related to our common stock options (Details) - Stock options | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Number of Stock Options | |
Options outstanding at January 1, 2016 (in shares) | 1,563,834 |
Granted (in shares) | 494,116 |
Exercised (in shares) | 0 |
Canceled/Forfeited (in shares) | 0 |
Options outstanding at June 30, 2016 (in shares) | 2,057,950 |
Options exercisable at June 30, 2016 (in shares) | 586,515 |
Weighted Average Exercise Price | |
Options outstanding at January 1, 2016 (in dollars per share) | $ / shares | $ 1.33 |
Granted (in dollars per share) | $ / shares | 1.70 |
Options outstanding at June 30, 2016 (in dollars per share) | $ / shares | 1.42 |
Options exercisable at June 30, 2016 (in dollars per share) | $ / shares | $ 1.32 |
SEGMENT REPORTING - Selected st
SEGMENT REPORTING - Selected statement of operations data (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Revenues, net | $ 34,847 | $ 30,726 | $ 66,854 | $ 59,810 |
Adjusted Property EBITDA | 4,513 | 3,936 | 9,241 | 7,201 |
Depreciation and amortization | 1,899 | 2,030 | 3,591 | 4,022 |
Impairments | 84 | |||
Other losses (recoveries) | (450) | (450) | ||
Corporate expenses | 1,113 | 995 | 2,275 | 2,121 |
Project development and acquisition costs | 485 | 48 | 772 | 51 |
Preopening costs | 75 | 113 | ||
Stock-based compensation | 164 | 191 | 220 | 228 |
Operating income | 852 | 1,047 | 2,383 | 1,032 |
Interest expense, net of amounts capitalized | 2,230 | 1,523 | 3,992 | 3,047 |
Debt modification costs | 601 | 0 | 601 | 0 |
Other | (12) | |||
Change in fair value of stock warrants | 241 | 241 | 0 | |
Non-operating expense | 3,072 | 1,523 | 4,834 | 3,035 |
Loss before income taxes | (2,220) | (476) | (2,451) | (2,003) |
Provision (benefit) for income taxes | 180 | (49) | 280 | 179 |
Net income (loss) | (2,400) | (427) | (2,731) | (2,182) |
Operating Segments | Casino/Resort Operations | Silver Slipper Casino | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 14,494 | 14,350 | 29,339 | 28,074 |
Adjusted Property EBITDA | 2,369 | 2,665 | 5,030 | 5,362 |
Depreciation and amortization | 835 | 1,159 | 1,664 | 2,260 |
Impairments | 0 | |||
Other losses (recoveries) | 0 | 0 | ||
Corporate expenses | 0 | 0 | 0 | 0 |
Project development and acquisition costs | 0 | 0 | 0 | 0 |
Preopening costs | 75 | 113 | ||
Stock-based compensation | 0 | 0 | 0 | 0 |
Operating income | 1,534 | 1,431 | 3,366 | 2,989 |
Interest expense, net of amounts capitalized | 4 | 4 | 9 | 9 |
Debt modification costs | 0 | 0 | ||
Other | 0 | |||
Change in fair value of stock warrants | 0 | 0 | ||
Non-operating expense | 4 | 4 | 9 | 9 |
Loss before income taxes | 1,530 | 1,427 | 3,357 | 2,980 |
Provision (benefit) for income taxes | 143 | (49) | 241 | 178 |
Net income (loss) | 1,387 | 1,476 | 3,116 | 2,802 |
Operating Segments | Casino/Resort Operations | Rising Star Casino Resort | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 12,053 | 11,766 | 24,299 | 22,881 |
Adjusted Property EBITDA | 432 | 592 | 1,733 | 797 |
Depreciation and amortization | 664 | 673 | 1,333 | 1,361 |
Impairments | 0 | |||
Other losses (recoveries) | 0 | 0 | ||
Corporate expenses | 0 | 0 | 0 | 0 |
Project development and acquisition costs | 0 | 0 | 0 | 0 |
Preopening costs | 0 | 0 | ||
Stock-based compensation | 0 | 0 | 0 | 0 |
Operating income | (232) | (81) | 400 | (564) |
Interest expense, net of amounts capitalized | 52 | 42 | 106 | 84 |
Debt modification costs | 0 | 0 | ||
Other | (11) | |||
Change in fair value of stock warrants | 0 | 0 | ||
Non-operating expense | 52 | 42 | 106 | 73 |
Loss before income taxes | (284) | (123) | 294 | (637) |
Provision (benefit) for income taxes | 0 | 0 | 1 | 1 |
Net income (loss) | (284) | (123) | 293 | (638) |
Operating Segments | Casino/Resort Operations | Bronco Billy's Casino and Hotel | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 3,584 | 3,584 | 0 | |
Adjusted Property EBITDA | 1,088 | 0 | 1,088 | 0 |
Depreciation and amortization | 219 | 0 | 219 | 0 |
Impairments | 0 | |||
Other losses (recoveries) | 0 | 0 | ||
Corporate expenses | 0 | 0 | 0 | 0 |
Project development and acquisition costs | 0 | 0 | 0 | 0 |
Preopening costs | 0 | |||
Stock-based compensation | 0 | 0 | 0 | 0 |
Operating income | 869 | 0 | 869 | 0 |
Interest expense, net of amounts capitalized | 0 | 0 | 0 | 0 |
Debt modification costs | 0 | 0 | ||
Other | 0 | |||
Change in fair value of stock warrants | 0 | 0 | ||
Non-operating expense | 0 | 0 | 0 | 0 |
Loss before income taxes | 869 | 0 | 869 | 0 |
Provision (benefit) for income taxes | 31 | 0 | 31 | 0 |
Net income (loss) | 838 | 0 | 838 | 0 |
Operating Segments | Northern Nevada | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 4,716 | 4,610 | 9,632 | 8,855 |
Adjusted Property EBITDA | 624 | 679 | 1,390 | 1,042 |
Depreciation and amortization | 178 | 194 | 368 | 394 |
Impairments | 80 | |||
Other losses (recoveries) | 0 | 0 | ||
Corporate expenses | 0 | 0 | 0 | 0 |
Project development and acquisition costs | 0 | 0 | 0 | 0 |
Preopening costs | 0 | 0 | ||
Stock-based compensation | 0 | 0 | 0 | 0 |
Operating income | 446 | 485 | 1,022 | 568 |
Interest expense, net of amounts capitalized | 0 | 0 | 0 | |
Debt modification costs | 0 | 0 | ||
Other | 0 | |||
Change in fair value of stock warrants | 0 | 0 | ||
Non-operating expense | 0 | 0 | 0 | 0 |
Loss before income taxes | 446 | 485 | 1,022 | 568 |
Provision (benefit) for income taxes | 0 | 0 | 1 | 0 |
Net income (loss) | 446 | 485 | 1,021 | 568 |
Corporate, Non-Segment | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 0 | 0 | 0 | 0 |
Adjusted Property EBITDA | 0 | 0 | 0 | 0 |
Depreciation and amortization | 3 | 4 | 7 | 7 |
Impairments | 4 | |||
Other losses (recoveries) | (450) | (450) | ||
Corporate expenses | 1,113 | 995 | 2,275 | 2,121 |
Project development and acquisition costs | 485 | 48 | 772 | 51 |
Preopening costs | 0 | 0 | ||
Stock-based compensation | 164 | 191 | 220 | 228 |
Operating income | (1,765) | (788) | (3,274) | (1,961) |
Interest expense, net of amounts capitalized | 2,174 | 1,477 | 3,877 | 2,954 |
Debt modification costs | 601 | 601 | ||
Other | (1) | |||
Change in fair value of stock warrants | 241 | 241 | ||
Non-operating expense | 3,016 | 1,477 | 4,719 | 2,953 |
Loss before income taxes | (4,781) | (2,265) | (7,993) | (4,914) |
Provision (benefit) for income taxes | 6 | 0 | 6 | 0 |
Net income (loss) | $ (4,787) | $ (2,265) | $ (7,999) | $ (4,914) |
SEGMENT REPORTING - Selected ba
SEGMENT REPORTING - Selected balance sheet data (Details 1) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 173,411 | $ 141,467 |
Property, equipment and capital lease, net | 111,889 | 98,982 |
Goodwill | 21,129 | 16,480 |
Liabilities | 119,399 | 84,944 |
Operating Segments | Casino/Resort Operations | Silver Slipper Casino | ||
Segment Reporting Information [Line Items] | ||
Total assets | 80,494 | 82,621 |
Property, equipment and capital lease, net | 59,727 | 61,150 |
Goodwill | 14,671 | 14,671 |
Liabilities | 3,382 | 3,389 |
Operating Segments | Casino/Resort Operations | Rising Star Casino Resort | ||
Segment Reporting Information [Line Items] | ||
Total assets | 36,301 | 37,141 |
Property, equipment and capital lease, net | 30,119 | 31,391 |
Goodwill | 0 | 0 |
Liabilities | 9,962 | 10,034 |
Operating Segments | Casino/Resort Operations | Bronco Billy's Casino and Hotel | ||
Segment Reporting Information [Line Items] | ||
Total assets | 35,868 | 0 |
Property, equipment and capital lease, net | 16,128 | 0 |
Goodwill | 4,649 | 0 |
Liabilities | 3,155 | 0 |
Operating Segments | Northern Nevada | ||
Segment Reporting Information [Line Items] | ||
Total assets | 12,437 | 12,105 |
Property, equipment and capital lease, net | 5,799 | 6,098 |
Goodwill | 1,809 | 1,809 |
Liabilities | 2,218 | 1,834 |
Corporate, Non-Segment | ||
Segment Reporting Information [Line Items] | ||
Total assets | 8,311 | 9,600 |
Property, equipment and capital lease, net | 116 | 343 |
Goodwill | 0 | 0 |
Liabilities | $ 100,682 | $ 69,687 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - Right to Purchase Common Shares - Subsequent Event | Aug. 15, 2016USD ($)shares |
Subsequent Event [Line Items] | |
Proposed rights offering amount | $ | $ 5,000,000 |
Number of shares of common stock to purchase for each right | 0.2022 |
Over-subscription privilege, maximum additional shares available on a pro-rata basis over basic subscription rights | 5 |
Over-subscription privilege, number of shares to be purchased by standby purchaser | 1,000,000 |
Over-subscription privilege, threshold for number of shares allocated for standby purchaser to purchase remaining shares | 3,846,154 |
Maximum | |
Subsequent Event [Line Items] | |
Over-subscription privilege, number of shares to be purchased by standby purchaser | 3,801,860 |